Edgar Filing: NOMURA HOLDINGS INC

Form 6-K

FORM 6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

Commission File Number: 1-15270

For the month of April 2012

NOMURA HOLDINGS, INC.

(Translation of registrant's name into English)

9-1, Nihonbashi 1-chome

Chuo-ku, Tokyo 103-8645

Japan

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F X Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Information furnished on this form:

EXHIBIT


Exhibit Number

1.		Financial Summary – Year ended March 2012

The registrant hereby incorporates Exhibit 1 to this report on Form 6-K by reference in the prospectus that is part of Registration Statement on Form F-3 (Registration No. 333-169682) of the registrant and Nomura America Finance, LLC, filed with the Securities and Exchange Commission on September 30, 2010.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	NOMURA HOLDINGS, INC.

Date: April 27, 2012	By:	/s/ MINORU HATADA
		Minoru Hatada
		Senior Managing Director

Financial Summary For the Year Ended March 31, 2012 (U.S. GAAP)


Date:		April 27, 2012
Company name (code number):		Nomura Holdings, Inc. (8604)
Stock exchange listings:		(In Japan) Tokyo, Osaka, Nagoya
		(Overseas) New York, Singapore
Representative:		Kenichi Watanabe
		Group CEO, Nomura Holdings, Inc.
For inquiries:		Masahide Hoshino
		Managing Director, Investor Relations Department, Nomura Holdings, Inc.
		Tel: (Country Code 81) 3-5255-1000
		URL http://www.nomura.com

1. Consolidated Operating Results

(1) Operating Results


	(Rounded to nearest million)

	For the year ended March 31
	2012						2011
	(Millions of yen, except per share data)
				% Change from March 31, 2011						% Change from March 31, 2010
Total revenue		1,851,760			33.7	%		1,385,492			2.1	%
Net revenue		1,535,859			35.8	%		1,130,698			(1.7	%)
Income before income taxes		84,957			(8.9	%)		93,255			(11.4	%)
Net income attributable to Nomura Holdings, Inc. (“NHI”) shareholders		11,583			(59.6	%)		28,661			(57.7	%)
Comprehensive income		10,439			1.3	%		10,306			(86.6	%)
Basic-Net income attributable to NHI shareholders per share (Yen)		3.18						7.90
Diluted-Net income attributable to NHI shareholders per share (Yen)		3.14						7.86
Return on shareholders’ equity		0.6	%					1.4	%
Income before income taxes to total assets		0.2	%					0.3	%
Income before income taxes divided by total revenue		4.6	%					6.7	%
Equity in earnings of affiliates		5,716						11,602

Note: Return on shareholders’ equity is a ratio of Net income attributable to NHI shareholders to Total NHI shareholders’ equity.

(2) Financial Position


	At March 31
	2012			2011
	(Millions of yen, except per share data)
Total assets		35,697,312			36,692,990
Total equity		2,389,137			2,091,636
Total NHI shareholders’ equity		2,107,241			2,082,754
Total NHI shareholders’ equity as a percentage of total assets		5.9	%		5.7	%
Total NHI shareholders’ equity per share (Yen)		575.20			578.40

(3) Cash flows


	For the year ended March 31
	2012			2011
	(Millions of yen)
Net cash used in operating activities		290,863			(235,090	)
Net cash used in investing activities		9,942			(423,214	)
Net cash provided by financing activities		(844,311	)		1,284,243
Cash and cash equivalents at end of the year		1,070,520			1,620,340

2. Cash dividends


	For the year ended March 31
	2012			2011
	(Yen amounts, except Total annual dividends)
Dividends per share
dividends record dates
At June 30		—			—
At September 30		4.00			4.00
At December 31		—			—
At March 31		2.00			4.00
For the year		6.00			8.00
Total annual dividends (Millions of yen)		21,992			28,810
Consolidated payout ratio		188.7	%		101.3	%
Consolidated dividends as a percentage of shareholders’ equity per share		1.0	%		1.4	%

Notes

(1) Changes in significant subsidiaries during the period: Yes

(Changes in Specified Subsidiaries accompanying changes in scope of consolidation.)

Number of consolidation Inclusion 1 (Nomura Real Estate Holdings, Inc.)

Note: Please refer to page 14 “(7) Significant Items for Presenting the Consolidated Financial Statements” for details.

(2) Changes in accounting policies

Changes due to amendments to the accounting standards: Yes

Changes due to other than a): None

(3) Number of shares issued (common stock)


	At March 31
	2012		2011
Number of shares outstanding (including treasury stock)		3,822,562,601		3,719,133,241
Number of treasury stock		159,078,706		118,246,309

	For the year ended March 31
	2012		2011
Average number of shares outstanding		3,643,481,439		3,627,798,587

Parent Company Only Operating Results (Japanese GAAP)

(1) Operating Results


	For the year ended March 31
	2012					2011
	(Millions of yen, except per share data)
			% Change from March 31, 2011						% Change from March 31, 2010
Operating revenue		270,521		23.0	%		219,875			(0.5	%)
Operating income		54,362		454.1	%		9,812			(73.4	%)
Ordinary income		52,526		349.3	%		11,690			(59.9	%)
Net income (loss)		32,879		—			(15,094	)		—

Net profit (loss) per share (Yen)		9.02					(4.16	)
Fully diluted net profit per share (Yen)		8.93					—

(2) Financial Position


	At March 31
	2012			2011
	(Millions of yen, except per share data)
Total assets		5,438,184			5,278,581
Total net assets		1,841,400			1,764,894
Total net assets as a percentage of total assets		32.9	%		32.8	%
Total net assets per share (Yen)		488.38			481.23

Shareholders’ equity		1,790,807			1,733,358

*Audit procedure

The audit of the consolidated financial statements for this fiscal year has not been completed by the external auditors at the point of disclosing this financial summary. As a result of such audit, certain of the information set forth herein could be subject to revision, possibly material, in Nomura’s Form 20-F for the year ended March 31, 2012.

Table of Contents for the Accompanying Materials


1. Consolidated Operating Results			P.2

(1) Analysis of Consolidated Operating Results			P.2
(2) Analysis of Consolidated Financial Position			P.5

2. Corporate Goals and Principles			P.5

(1) Fundamental Management Policy			P.5
(2) Structure of Business Operations			P.5
(3) Management Challenges and Strategies			P.6

3. Consolidated Financial Statements			P.7

(1) Consolidated Balance Sheets			P.8
(2) Consolidated Statements of Operations			P.10
(3) Consolidated Statements of Comprehensive Income			P.11
(4) Consolidated Statements of Changes in Equity			P.12
(5) Consolidated Statements of Cash Flows			P.13
(6) Note with respect to the Assumption as a Going Concern			P.14
(7) Significant Items for Presenting the Consolidated Financial Statements			P.14
(8) Changes in Accounting Policies			P.14
(9) Notes to the Consolidated Financial Statements			P.15
(10) Other Financial Information			P.17

4. Unconsolidated Financial Statements [Japanese GAAP]			P.19

(1) Unconsolidated Balance Sheets			P.19
(2) Unconsolidated Statements of Operations			P.19
(3) Note with respect to the Assumption as a Going Concern			P.19

5. Other Information			P.19

1.	Consolidated Operating Results

(1)

Analysis of Consolidated Operating Results

Operating Results

U.S. GAAP


	Billions of yen						% Change
	For the year ended						(A-B)/(B)
	March 31, 2012 (A)			March 31, 2011 (B)			(A-B)/(B)
Net revenue		1,535.9			1,130.7			35.8
Non-interest expenses		1,450.9			1,037.4			39.9

Income (loss) before income taxes		85.0			93.3			(8.9	)
Income tax expense		58.9			61.3			(4.0	)

Net income (loss)		26.1			31.9			(18.4	)

Less: Net income (loss) attributable to noncontrolling interests		14.5			3.3			343.4

Net income (loss) attributable to NHI shareholders		11.6			28.7			(59.6	)

Return on shareholders’ equity *		0.6	%		1.4	%		—

*	Return on shareholders’ equity is a ratio of Net income (loss) attributable to NHI shareholders to Total NHI shareholders’ equity.

Nomura Holdings, Inc. and its consolidated entities (“Nomura”) reported net revenue of 1,535.9 billion yen for the fiscal year ended March 31, 2012, an increase of 35.8% from the previous year. Non-interest expenses increased by 39.9% from the previous year to 1,450.9 billion yen. Income before income taxes was 85.0 billion yen and Net income attributable to NHI shareholders was 11.6 billion yen for the fiscal year ended March 31, 2012.

Segment Information


	Billions of yen				% Change
	For the year ended				(A-B)/(B)
	March 31, 2012 (A)		March 31, 2011 (B)		(A-B)/(B)
Net revenue		1,532.1		1,147.6		33.5
Non-interest expenses		1,450.9		1,037.4		39.9

Income (loss) before income taxes		81.2		110.2		(26.3	)

In business segment totals, which exclude unrealized gain (loss) on investments in equity securities held for operating purposes, net revenue for the fiscal year ended March 31, 2012 was 1,532.1 billion yen, an increase of 33.5% from the previous year. Non-interest expenses increased by 39.9% from the previous year to 1,450.9 billion yen. Income before income taxes was 81.2 billion yen for the fiscal year ended March 31, 2012. Please refer to page 15 for further details of the differences between U.S. GAAP and business segment amounts.

<Business Segment Results>

Operating Results of Retail


	Billions of yen				% Change
	For the year ended				(A-B)/(B)
	March 31, 2012 (A)		March 31, 2011 (B)		(A-B)/(B)
Net revenue		350.3		392.4		(10.7	)
Non-interest expenses		287.1		291.2		(1.4	)

Income (loss) before income taxes		63.1		101.2		(37.6	)

Net revenue decreased by 10.7% from the previous year to 350.3 billion yen, due primarily to decreasing commissions for distribution of investment trusts and brokerage commissions. Non-interest expenses decreased by 1.4% to 287.1 billion yen. As a result, income before income taxes decreased by 37.6% to 63.1 billion yen.

Operating Results of Asset Management


	Billions of yen				% Change
	For the year ended				(A-B)/(B)
	March 31, 2012 (A)		March 31, 2011 (B)		(A-B)/(B)
Net revenue		65.8		66.5		(1.1	)
Non-interest expenses		45.3		46.5		(2.6	)

Income (loss) before income taxes		20.5		20.0		2.5

Note:

Nomura Bank (Luxembourg) S.A. in Asset Management was integrated to Other business in April 2011. Certain reclassifications of previously reported amounts have been made to conform to the current presentation.

Net revenue decreased by 1.1% from the previous year to 65.8 billion yen. Non-interest expenses decreased by 2.6% to 45.3 billion yen. As a result, income before income taxes increased by 2.5% to 20.5 billion yen. Assets under management were 24.6 trillion yen at the end of March 2012.

Operating Results of Wholesale


	Billions of yen					% Change
	For the year ended					(A-B)/(B)
	March 31, 2012 (A)			March 31, 2011 (B)		(A-B)/(B)
Net revenue		555.9			630.5		(11.8	)
Non-interest expenses		593.5			623.8		(4.9	)

Income (loss) before income taxes		(37.6	)		6.7		—

Net revenue decreased by 11.8% from the previous year to 555.9 billion yen, due primarily to decrease in net gain on trading. Non-interest expenses decreased by 4.9% to 593.5 billion yen. As a result, loss before income taxes was 37.6 billion yen.

Other Operating Results


	Billions of yen					% Change
	For the year ended					(A-B)/(B)
	March 31, 2012 (A)		March 31, 2011 (B)			(A-B)/(B)
Net revenue		560.1		58.1			864.2
Non-interest expenses		525.0		75.9			592.0

Income (loss) before income taxes		35.1		(17.8	)		—

Net revenue was 560.1 billion yen. Income before income taxes was 35.1 billion yen.

(2)

Analysis of Consolidated Financial Position

Total assets as of March 31, 2012, were 35.7 trillion yen, a decrease of 1.0 trillion yen compared to March 31, 2011, mainly due to the decrease in Securities purchased under agreements to resell. Total liabilities as of March 31, 2012 were 33.3 trillion yen, a decrease of 1.3 trillion yen compared to March 31, 2011, mainly due to the decrease in Trading liabilities. Total equity as of March 31, 2012 was 2.4 trillion yen, an increase of 297.5 billion yen compared to March 31, 2011.

Cash and cash equivalents as of March 31, 2012, decreased by 549.8 billion yen compared to March 31, 2011. Cash flows from operating activities for the year ended March 31, 2012 were inflows of 290.9 billion yen due to the decrease in Securities purchased under agreements to resell, net of securities sold under agreements to repurchase. Cash flows from investing activities for the year ended March 31, 2012 were inflows of 9.9 billion yen due mainly to decrease in Other, net. Cash flows from financing activities for the year ended March 31, 2012 were outflows of 844.3 billion yen due primarily to a decrease in Long-term borrowings.

2.	Corporate Goals and Principles

(1)

Fundamental Management Policy

Nomura Group is committed to a management vision of firmly establishing ourselves as a globally competitive financial services group. We will seek to realize this vision and increase shareholder value by strengthening our base in the Japanese securities businesses, developing world-class businesses in other regions, and consolidating our comprehensive global strength.

We will establish our new growth model by working with our clients, providing them with the best solutions, and realizing the expansion of our business in new domains. Our management target is to maintain an average consolidated return on shareholders’ equity (ROE) of 10% to 15% over the medium to long term. However, depending on developments in the environment faced by financial institutions, such as the instability of the global economic situation as well as regulatory tightening by the Basel Committee on Banking Supervision and other financial regulators, we cannot discount the possibility that we may be impacted.

Nomura Group will continue to put high priority on compliance with applicable laws, regulations and proper corporate behavior, and to build compliance into our daily business operations.

(2)

Structure of Business Operations

Nomura Group is organized around globally-linked business divisions under a unified strategy, rather than individual legal entities. Nomura Group’s operations are comprised of Retail, Asset Management, and Wholesale Divisions. We will strive to achieve a higher level of specialization in each division, advance and expand in each respective area of our business, and maximize the collective strength of Nomura Group by enhancing cross-divisional and regional collaboration.

(3)

Management Challenges and Strategies

The global financial and economic environment continues to be challenging as regulatory tightening over financial institutions progresses and due to destabilizing factors such as the European sovereign-debt crisis. Although the market has been returning to stable growth since the beginning of 2012, complete recovery is expected to take considerable time. Under these management conditions, we will allocate management resources appropriately to pursue efficiency and sharpen our competitive edge, as well as to increase profitability by streamlining business processes. With the aim of further enhancing swift decision making, Global Markets which was initially an integrated platform to achieve increased synergy between the Fixed Income and Equities businesses, has been split into Fixed Income and Equities businesses as of April 2012 given that the synergies have developed. We will continue to build out an effective operational framework while adapting to the changing environment, aiming to achieve our management goals.

Further, using our robust financial platform, a competitive advantage of Nomura, we will continue to provide services and solutions responding nimbly to changes in market conditions, financial business environments and client demands and fulfill our corporate social responsibility to contribute to a forum for steady liquidity through the market.

To achieve our strategic goals, we will implement the following initiatives:

[Retail Division]

In the Retail Division, we will continue to expand our products and service offerings, which are provided through Financial Advisors, online or via call centers to accommodate increasingly sophisticated and diverse client needs. We aim to enhance investment consultation services and to continue being a trusted partner to our clients by providing world-class products and services that meet their individual needs.

[Asset Management Division]

In our investment trust business, we will provide individual clients with a diverse range of investment opportunities to meet investors’ various demands and in investment advisory business, we will provide institutional clients globally with value-added investment services. We intend to increase assets under management and expand our client base for these two core businesses.

We aim to enhance our world-class competitive advantage in Japan and the rest of Asia by making continuous efforts to improve investment performance and gain the trust of investors worldwide.

[Wholesale Division]

Wholesale Division consists of Fixed Income and Equities which offer sales and trading of financial products and origination services, and Investment Banking which offers a broad range of financial advisory and financing solutions services.

Fixed Income and Equities, the market related businesses, have been focusing on delivering high value-added products and solutions to our clients by leveraging our sophisticated trading expertise, intellectual capital in research and structuring and our global distribution capabilities. In Fixed Income, we will build further on our client-centric strategy globally, and in Equities, we will continue to build our leadership position further across Asia, leveraging our strength in Japan, and target further growth across our strengthened platforms in EMEA and the U.S. based on our existing strategies.

In Investment Banking, we are expanding our M&A advisory and corporate finance businesses to diversify sources of profit by providing high value-added solutions in a timely manner to meet the individual needs of each client.

Also in the Wholesale Division, cross-business and cross-regional cooperation are increasingly important axes of our Wholesale strategy to satisfy client needs. As a global financial services group, we will continue to strive collectively to further our growth through our geographic advantage in Asia where economic development and a deepening of our clients’ footprint is expected. We aim to enhance our presence as a global investment bank providing world-class services, by enhancing regional integration and business coordination between Japan and the rest of Asia and utilizing global business platform.

In implementing the initiatives outlined above, we aim to bring together the collective strengths of our domestic and international operations to realize our management objectives and to maximize shareholder value by enhancing profitability across our businesses, while helping to strengthen the global financial and capital markets.

[Other]

We recognize that it is necessary to further strengthen and streamline our global risk management and we are pursuing a proactive, rather than a reactive, risk management approach. We will continue to develop a system where senior management directly engage in a proactive risk management approach for precise decision making.

As our business becomes increasingly international and diverse, we recognize the growing importance of compliance. In addition to complying with local laws and regulations in the countries that we operate, we view compliance in a wider context. We will further enhance our existing overall compliance system with initiatives towards promoting an environment of professionalism and high ethical standards among executive management to meet the expectations of society and clients and contribute to the further development of the financial and capital markets.

3.	Consolidated Financial Statements

The consolidated financial information herein has been prepared in accordance with Nomura's accounting policies which are disclosed in the notes to the consolidated financial statements of Nomura Holdings, Inc.'s Annual Securities Report (the annual report filed in Japan on June 30, 2011) and Form 20-F (the annual report filed with the U.S. Securities and Exchange Commission on June 30, 2011) for the year ended March 31, 2011.

In relation to significant changes in accounting principles, procedures and presentations (changes in accordance with amendments of the accounting standards), please refer to “(8) Changes in Accounting Policies”.

(1)

Consolidated Balance Sheets (UNAUDITED)


	Millions of yen
	March 31, 2012			March 31, 2011			Increase/ (Decrease)
ASSETS
Cash and cash deposits:
Cash and cash equivalents		1,070,520			1,620,340			(549,820	)
Time deposits		653,462			339,419			314,043
Deposits with stock exchanges and other segregated cash		229,695			190,694			39,001

Total cash and cash deposits		1,953,677			2,150,453			(196,776	)

Loans and receivables:
Loans receivable		1,293,372			1,271,284			22,088
Receivables from customers		58,310			32,772			25,538
Receivables from other than customers		864,629			928,626			(63,997	)
Allowance for doubtful accounts		(4,888	)		(4,860	)		(28	)

Total loans and receivables		2,211,423			2,227,822			(16,399	)

Collateralized agreements:
Securities purchased under agreements to resell		7,662,748			9,558,617			(1,895,869	)
Securities borrowed		6,079,898			5,597,701			482,197

Total collateralized agreements		13,742,646			15,156,318			(1,413,672	)

Trading assets and private equity investments:
Trading assets*		13,921,639			14,952,511			(1,030,872	)
Private equity investments		201,955			289,420			(87,465	)

Total trading assets and private equity investments		14,123,594			15,241,931			(1,118,337	)

Other assets:
Office buildings, land, equipment and facilities (net of accumulated depreciation and amortization of ¥355,804 million at March 31, 2012 and ¥300,075 million at March 31, 2011)		1,045,950			392,036			653,914
Non-trading debt securities*		862,758			591,797			270,961
Investments in equity securities*		88,187			91,035			(2,848	)
Investments in and advances to affiliated companies*		193,954			273,105			(79,151	)
Other		1,475,123			568,493			906,630

Total other assets		3,665,972			1,916,466			1,749,506

Total assets		35,697,312			36,692,990			(995,678	)

*	Including securities pledged as collateral


	Millions of yen
	March 31, 2012			March 31, 2011			Increase/ (Decrease)
LIABILITIES AND EQUITY
Short-term borrowings		1,185,613			1,167,077			18,536
Payables and deposits:
Payables to customers		764,857			880,429			(115,572	)
Payables to other than customers		767,860			410,679			357,181
Deposits received at banks		904,653			812,500			92,153

Total payables and deposits		2,437,370			2,103,608			333,762

Collateralized financing:
Securities sold under agreements to repurchase		9,928,293			10,813,797			(885,504	)
Securities loaned		1,700,029			1,710,191			(10,162	)
Other secured borrowings		890,952			1,162,450			(271,498	)

Total collateralized financing		12,519,274			13,686,438			(1,167,164	)

Trading liabilities		7,495,177			8,688,998			(1,193,821	)
Other liabilities		1,165,901			552,316			613,585
Long-term borrowings		8,504,840			8,402,917			101,923

Total liabilities		33,308,175			34,601,354			(1,293,179	)


Equity
NHI shareholders’ equity:
Common stock
Authorized - 6,000,000,000 shares
Issued - 3,822,562,601 shares at March 31, 2012 and 3,719,133,241 shares at March 31, 2011
Outstanding - 3,663,483,895 shares at March 31, 2012 and 3,600,886,932 shares at March 31, 2011		594,493			594,493			—
Additional paid-in capital		698,771			646,315			52,456
Retained earnings		1,058,945			1,069,334			(10,389	)
Accumulated other comprehensive income (loss)		(145,149	)		(129,696	)		(15,453	)

Total NHI shareholders’ equity before treasury stock		2,207,060			2,180,446			26,614
Common stock held in treasury, at cost -
159,078,706 shares at March 31, 2012 and
118,246,309 shares at March 31, 2011		(99,819	)		(97,692	)		(2,127	)

Total NHI shareholders’ equity		2,107,241			2,082,754			24,487

Noncontrolling interests		281,896			8,882			273,014

Total equity		2,389,137			2,091,636			297,501

Total liabilities and equity		35,697,312			36,692,990			(995,678	)

(2)

Consolidated Statements of Operations (UNAUDITED)


	Millions of yen					% Change
	For the year ended
	March 31, 2012 (A)		March 31, 2011 (B)			(A-B)/(B)
Revenue:
Commissions		347,135		405,463			(14.4	)
Fees from investment banking		59,638		107,005			(44.3	)
Asset management and portfolio service fees		144,251		143,939			0.2
Net gain on trading		272,557		336,503			(19.0	)
Gain on private equity investments		25,098		19,292			30.1
Interest and dividends		435,890		346,103			25.9
Gain (loss) on investments in equity securities		4,005		(16,677	)		—
Other		563,186		43,864			—

Total revenue		1,851,760		1,385,492			33.7
Interest expense		315,901		254,794			24.0

Net revenue		1,535,859		1,130,698			35.8

Non-interest expenses:
Compensation and benefits		534,648		518,993			3.0
Commissions and floor brokerage		93,500		92,088			1.5
Information processing and communications		177,148		182,918			(3.2	)
Occupancy and related depreciation		100,891		87,843			14.9
Business development expenses		48,488		30,153			60.8
Other		496,227		125,448			295.6

Total non-interest expenses		1,450,902		1,037,443			39.9

Income before income taxes		84,957		93,255			(8.9	)
Income tax expense		58,903		61,330			(4.0	)

Net income		26,054		31,925			(18.4	)

Less: Net income attributable to noncontrolling interests		14,471		3,264			343.4

Net income attributable to NHI shareholders		11,583		28,661			(59.6	)


	Yen					% Change
Per share of common stock:
Basic-
Net income attributable to NHI shareholders per share		3.18		7.90			(59.7	)

Diluted-
Net income attributable to NHI shareholders per share		3.14		7.86			(60.1	)

(3)

Consolidated Statements of Comprehensive Income (UNAUDITED)


	Millions of yen						% Change
	For the year ended
	March 31, 2012 (A)			March 31, 2011 (B)			(A-B)/(B)
Net income		26,054			31,925			(18.4	)
Other comprehensive income (loss):
Change in cumulative translation adjustments, net of tax		(13,801	)		(24,151	)		—
Defined benefit pension plans:
Pension liability adjustment		(4,203	)		4,074			—
Deferred income taxes		1,548			(1,542	)		—

Total		(2,655	)		2,532			—

Non-trading securities:
Unrealized gain on non-trading securities		1,339			—			—
Deferred income taxes		(498	)		—			—

Total		841			—			—

Total other comprehensive income (loss)		(15,615	)		(21,619	)		—

Comprehensive income		10,439			10,306			1.3
Less: Comprehensive income attributable to noncontrolling interest in subsidiary		14,309			2,209			547.7

Comprehensive income (loss) attributable to NHI shareholders		(3,870	)		8,097			—

(4)

Consolidated Statements of Changes in Equity (UNAUDITED)


	Millions of yen
	For the year ended
	March 31, 2012			March 31, 2011
Common stock
Balance at beginning of year		594,493			594,493

Balance at end of year		594,493			594,493

Additional paid-in capital
Balance at beginning of year		646,315			635,828
Issuance of common stock		30,356			—
Gain on sales of treasury stock		719			3,191
Issuance and exercise of common stock options		19,466			7,296
Purchase / sale (disposition) of subsidiary shares, etc., net		1,915			—

Balance at end of year		698,771			646,315

Retained earnings
Balance at beginning of year		1,069,334			1,074,213
Cumulative effect of change in accounting principle(1)		—			(4,734	)
Net income attributable to NHI shareholders		11,583			28,661
Cash dividends		(21,972	)		(28,806	)

Balance at end of year		1,058,945			1,069,334

Accumulated other comprehensive income (loss)
Cumulative translation adjustments
Balance at beginning of year		(97,426	)		(74,330	)
Net change during the year		(13,226	)		(23,096	)

Balance at end of year		(110,652	)		(97,426	)

Defined benefit pension plans
Balance at beginning of year		(32,270	)		(34,802	)
Pension liability adjustment		(2,862	)		2,532

Balance at end of year		(35,132	)		(32,270	)

Non-trading securities
Balance at beginning of year		—			—
Unrealized gain on non-trading securities		635			—

Balance at end of year		635			—

Balance at end of year		(145,149	)		(129,696	)

Common stock held in treasury
Balance at beginning of year		(97,692	)		(68,473	)
Repurchases of common stock		(8,944	)		(37,378	)
Sale of common stock		1			4
Common stock issued to employees		6,693			8,155
Other net change in treasury stock		123			—

Balance at end of year		(99,819	)		(97,692	)

Total NHI shareholders’ equity

Balance at end of year		2,107,241			2,082,754

Noncontrolling interests
Balance at beginning of year		8,882			6,085
Net change during the year		273,014			2,797

Balance at end of year		281,896			8,882

Total equity

Balance at end of year		2,389,137			2,091,636

1.	Cumulative effect of change in accounting principle for the year ended March 31, 2011 is an adjustment to initially apply Accounting Standards Update No. 2009-17, “Consolidation (Topic 810): Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities”.

(5)

Consolidated Statements of Cash Flows (UNAUDITED)


	Millions of yen
	For the year ended
	March 31, 2012			March 31, 2011
Cash flows from operating activities:
Net income		26,054			31,925
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization		100,572			75,587
(Gain) loss on investments in equity securities		(4,005	)		16,677
Changes in operating assets and liabilities:
Time deposits		(318,104	)		(155,251	)
Deposits with stock exchanges and other segregated cash		(39,225	)		(67,738	)
Trading assets and private equity investments		971,327			(1,481,908	)
Trading liabilities		(1,058,445	)		1,206,394
Securities purchased under agreements to resell, net of securities sold under agreements to repurchase		980,156			327,668
Securities borrowed, net of securities loaned		(508,844	)		(446,152	)
Other secured borrowings		(271,498	)		(160,031	)
Loans and receivables, net of allowance for doubtful accounts		28,933			(354,691	)
Payables		218,915			319,506
Bonus accrual		(13,356	)		(8,802	)
Other, net		178,383			461,726

Net cash provided by (used in) operating activities		290,863			(235,090	)


Cash flows from investing activities:
Payments for purchases of office buildings, land, equipment and facilities		(182,568	)		(186,350	)
Proceeds from sales of office buildings, land, equipment and facilities		120,435			109,888
Payments for purchases of investments in equity securities		(138	)		(221	)
Proceeds from sales of investments in equity securities		5,485			3,247
Decrease (increase) in loans receivable at banks, net		30,591			(60,350	)
Increase in non-trading debt securities, net		(968	)		(286,013	)
Other, net		37,105			(3,415	)

Net cash provided by (used in) investing activities		9,942			(423,214	)


Cash flows from financing activities:
Increase in long-term borrowings		2,015,446			2,267,658
Decrease in long-term borrowings		(2,883,078	)		(1,188,034	)
Decrease in short-term borrowings, net		(56,383	)		(97,282	)
Increase in deposits received at banks, net		117,047			368,354
Proceeds from sales of common stock held in treasury		10			8
Payments for repurchases of common stock in treasury		(8,287	)		(37,378	)
Payments for cash dividends		(29,066	)		(29,083	)

Net cash provided by (used in) financing activities		(844,311	)		1,284,243

Effect of exchange rate changes on cash and cash equivalents		(6,314	)		(26,246	)

Net increase (decrease) in cash and cash equivalents		(549,820	)		599,693
Cash and cash equivalents at beginning of the year		1,620,340			1,020,647

Cash and cash equivalents at end of the year		1,070,520			1,620,340

(6)

Note with respect to the Assumption as a Going Concern (UNAUDITED)

Not applicable.

(7)

Significant Items for Presenting the Consolidated Financial Statements (UNAUDITED)

The Scope of Consolidation (Changes in Significant Subsidiaries During the Period)

In May 2011, Nomura increased its stake in Nomura Land and Building Co., Ltd. (“NLB”) by acquiring additional NLB shares and thereby made it a subsidiary. As a result, Nomura Real Estate Holdings, Inc., a subsidiary of NLB, became a Specified Subsidiary of Nomura. Due to this business combination with NLB, income before income taxes for the three months ended June 30, 2011 increased by 24.3 billion yen. In addition, through share exchange in July 2011, NLB became a wholly owned subsidiary of Nomura.

(8)

Changes in Accounting Policies (UNAUDITED)

Accounting for repurchase agreements and similar transactions

Nomura adopted Accounting Standard Update 2011-03 “Reconsideration of Effective Control for Repurchase Agreements” issued by the Financial Accounting Standards Board from January 1, 2012, and certain Japanese securities lending transactions undertaken after adoption date have been accounted for as secured borrowings rather than sales in these consolidated financial statements as the criteria for derecognition of the transferred financial assets are no longer met.

The Fair Value for Non-trading Securities

During the three months ended June 30, 2011, an insurance company became a subsidiary of Nomura (“insurance subsidiary”). Nomura measures the non-trading securities that are held by the insurance subsidiary at fair value, with changes in fair value recognized through other comprehensive income (loss) after tax effects are adjusted. These non-trading securities are included in Other assets – Non-trading debt securities and Other assets – Other in the consolidated balance sheets.

(9)

Notes to the Consolidated Financial Statements (UNAUDITED)

Segment Information – Operating Segment

The following table shows business segment information and reconciliation items to the consolidated statements of operations.


	Millions of yen						% Change
	For the year ended
	March 31, 2012 (A)			March 31, 2011 (B)			(A-B)/(B)
Net revenue

Business segment information:
Retail		350,258			392,433			(10.7	)
Asset Management		65,800			66,535			(1.1	)
Wholesale		555,882			630,536			(11.8	)

Subtotal		971,940			1,089,504			(10.8	)
Other		560,112			58,090			864.2

Net revenue		1,532,052			1,147,594			33.5

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		3,807			(16,896	)		—

Net revenue		1,535,859			1,130,698			35.8


Non-interest expenses

Business segment information:
Retail		287,128			291,245			(1.4	)
Asset Management		45,281			46,513			(2.6	)
Wholesale		593,465			623,819			(4.9	)

Subtotal		925,874			961,577			(3.7	)
Other		525,028			75,866			592.0

Non-interest expenses		1,450,902			1,037,443			39.9

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		—			—			—

Non-interest expenses		1,450,902			1,037,443			39.9


Income (loss) before income taxes

Business segment information:
Retail		63,130			101,188			(37.6	)
Asset Management		20,519			20,022			2.5
Wholesale		(37,583	)		6,717			—

Subtotal		46,066			127,927			(64.0	)
Other*		35,084			(17,776	)		—

Income (loss) before income taxes		81,150			110,151			(26.3	)

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		3,807			(16,896	)		—

Income (loss) before income taxes		84,957			93,255			(8.9	)

*	Major components

Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in “Other”.

The following table presents the major components of income (loss) before income taxes in “Other”.


	Millions of yen						% Change
	For the year ended						(A-B)/(B)
	March 31, 2012 (A)			March 31, 2011 (B)			(A-B)/(B)
Net gain (loss) related to economic hedging transactions		8,372			2,290			265.6
Realized gain (loss) on investments in equity securities held for operating purposes		198			219			(9.6	)
Equity in earnings of affiliates		10,613			8,996			18.0
Corporate items		(31,411	)		(33,327	)		—
Others		47,312			4,046			—

Total		35,084			(17,776	)		—

Note:

Certain reclassifications of previously reported amounts have been made to conform to the current presentation.

Per share data

Shareholders’ equity per share is calculated based on the following number of shares.


Number of shares outstanding as of March 31, 2012			3,663,483,895

Net income attributable to NHI shareholders per share calculated based on the following number of shares.


Average number of shares outstanding for the year ended March 31, 2012			3,643,481,439

Changes in Tax Laws

On December 2, 2011, the “Act to partially revise the Income Tax Act and others in order to construct a tax system corresponding to changes in the structure of economic system” (Act No. 114 of 2011) (the “Act 114”) was promulgated. Under the Act 114, effective from the fiscal year beginning on or after April 1, 2012, the corporate income tax rate will be reduced from 30% to 25.5% and the use of operating loss carryforwards for tax purposes will be limited to 80% of the current year taxable income before deducting operating loss carryforwards for tax purposes. Also, on December 2, 2011, the “Special measures act to secure the financial resources required to implement policy on restoration after the Great East Japan Earthquake” (Act No. 117 of 2011) (the “Act 117”) was promulgated. Under the Act 117, effective for three fiscal years from April 1, 2012 to March 31, 2015, the Special Reconstruction Corporate Tax will be imposed on the companies, which will be calculated by multiplying the base corporate income tax by 10%. As a result, the domestic statutory tax rates to calculate deferred tax assets and liabilities will be 38% for the next three years and 36% thereafter.

Due to these revisions, income tax expenses increased by 5.5 billion yen and net income attributable to NHI shareholders decreased by 13.3 billion yen for the year ended March 31, 2012.

Significant Subsequent Events

Not applicable.

(10)

Other Financial Information

Consolidated Statements of Operations – Quarterly Comparatives (UNAUDITED)


	Millions of yen																								% Change
	For the three months ended
	June 30, 2010			September 30, 2010			December 31, 2010			March 31, 2011			June 30, 2011			September 30, 2011			December 31, 2011 (A)			March 31, 2012 (B)			(B-A)/(A)
Revenue:
Commissions		118,078			83,520			100,041			103,824			96,780			85,926			73,983			90,446			22.3
Fees from investment banking		20,366			24,892			33,974			27,773			13,770			13,819			17,246			14,803			(14.2	)
Asset management and portfolio service fees		34,854			33,712			37,119			38,254			39,055			36,712			33,398			35,086			5.1
Net gain on trading		59,969			102,993			104,878			68,663			67,500			25,984			80,147			98,926			23.4
Gain (loss) on private equity investments		(946	)		(963	)		(2,386	)		23,587			(5,950	)		(2,315	)		34,551			(1,188	)		—
Interest and dividends		75,757			69,960			106,880			93,506			133,087			107,288			103,067			92,448			(10.3	)
Gain (loss) on investments in equity securities		(10,343	)		(5,685	)		2,106			(2,755	)		(597	)		(2,544	)		(2,778	)		9,924			—
Other		16,281			11,989			3,422			12,172			83,365			112,977			141,887			224,957			58.5

Total revenue		314,016			320,418			386,034			365,024			427,010			377,847			481,501			565,402			17.4
Interest expense		54,192			44,795			90,167			65,640			96,645			76,258			76,564			66,434			(13.2	)

Net revenue		259,824			275,623			295,867			299,384			330,365			301,589			404,937			498,968			23.2

Non-interest expenses:
Compensation and benefits		122,087			126,694			143,131			127,081			136,307			142,569			127,783			127,989			0.2
Commissions and floor brokerage		23,681			21,357			24,013			23,037			24,058			22,939			22,521			23,982			6.5
Information processing and communications		44,253			46,662			44,209			47,794			43,547			43,544			46,397			43,660			(5.9	)
Occupancy and related depreciation		22,511			23,086			20,507			21,739			20,692			26,371			26,184			27,644			5.6
Business development expenses		7,159			6,780			7,429			8,785			9,335			12,333			12,723			14,097			10.8
Other		33,663			29,446			28,804			33,535			62,068			98,465			134,856			200,838			48.9

Total non-interest expenses		253,354			254,025			268,093			261,971			296,007			346,221			370,464			438,210			18.3

Income (loss) before income taxes		6,470			21,598			27,774			37,413			34,358			(44,632	)		34,473			60,758			76.2
Income tax expense (benefit)		3,440			19,660			14,483			23,747			16,320			(373	)		9,923			33,033			232.9

Net income (loss)		3,030			1,938			13,291			13,666			18,038			(44,259	)		24,550			27,725			12.9

Less: Net income (loss) attributable to noncontrolling interests		708			887			(98	)		1,767			267			1,833			6,728			5,643			(16.1	)

Net income (loss) attributable to NHI shareholders		2,322			1,051			13,389			11,899			17,771			(46,092	)		17,822			22,082			23.9


	Yen																								% Change
Per share of common stock:
Basic-
Net income (loss) attributable to NHI shareholders per share		0.63			0.29			3.72			3.30			4.93			(12.64	)		4.87			6.03			23.8

Diluted-
Net income (loss) attributable to NHI shareholders per share		0.63			0.29			3.70			3.28			4.90			(12.65	)		4.84			5.92			22.3

Business Segment Information – Quarterly Comparatives (UNAUDITED)

The following table shows quarterly business segment information and reconciliation items to the consolidated statements of operations.


	Millions of yen																							% Change
	For the three months ended
	June 30, 2010			September 30, 2010			December 31, 2010			March 31, 2011			June 30, 2011			September 30, 2011			December 31, 2011 (A)			March 31, 2012 (B)		(B-A)/(A)

Net revenue

Business segment information:
Retail		110,959			87,753			97,482			96,239			94,189			83,980			79,713			92,376		15.9
Asset Management		15,768			16,191			17,278			17,298			18,843			15,951			15,301			15,705		2.6
Wholesale		108,609			163,405			172,174			186,348			141,246			79,320			176,161			159,155		(9.7	)

Subtotal		235,336			267,349			286,934			299,885			254,278			179,251			271,175			267,236		(1.5	)
Other		35,081			13,246			7,218			2,545			77,365			124,699			136,224			221,824		62.8

Net revenue		270,417			280,595			294,152			302,430			331,643			303,950			407,399			489,060		20.0

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		(10,593	)		(4,972	)		1,715			(3,046	)		(1,278	)		(2,361	)		(2,462	)		9,908		—

Net revenue		259,824			275,623			295,867			299,384			330,365			301,589			404,937			498,968		23.2


Non-interest expenses

Business segment information:
Retail		73,216			64,975			74,482			78,572			72,176			73,250			69,614			72,088		3.6
Asset Management		11,771			12,022			11,702			11,018			11,397			11,238			11,058			11,588		4.8
Wholesale		149,755			155,764			161,389			156,911			156,102			152,415			138,322			146,626		6.0

Subtotal		234,742			232,761			247,573			246,501			239,675			236,903			218,994			230,302		5.2
Other		18,612			21,264			20,520			15,470			56,332			109,318			151,470			207,908		37.3

Non-interest expenses		253,354			254,025			268,093			261,971			296,007			346,221			370,464			438,210		18.3

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		—			—			—			—			—			—			—			—		—

Non-interest expenses		253,354			254,025			268,093			261,971			296,007			346,221			370,464			438,210		18.3


Income (loss) before income taxes

Business segment information:
Retail		37,743			22,778			23,000			17,667			22,013			10,730			10,099			20,288		100.9
Asset Management		3,997			4,169			5,576			6,280			7,446			4,713			4,243			4,117		(3.0	)
Wholesale		(41,146	)		7,641			10,785			29,437			(14,856	)		(73,095	)		37,839			12,529		(66.9	)

Subtotal		594			34,588			39,361			53,384			14,603			(57,652	)		52,181			36,934		(29.2	)
Other*		16,469			(8,018	)		(13,302	)		(12,925	)		21,033			15,381			(15,246	)		13,916		—

Income (loss) before income taxes		17,063			26,570			26,059			40,459			35,636			(42,271	)		36,935			50,850		37.7

Reconciliation items:
Unrealized gain (loss) on investments in equity securities held for operating purposes		(10,593	)		(4,972	)		1,715			(3,046	)		(1,278	)		(2,361	)		(2,462	)		9,908		—

Income (loss) before income taxes		6,470			21,598			27,774			37,413			34,358			(44,632	)		34,473			60,758		76.2

*	Major components

Transactions between operating segments are recorded within segment results on commercial terms and conditions, and are eliminated in “Other”.

The following table presents the major components of income (loss) before income taxes in “Other”.


	Millions of yen																								% Change
	For the three months ended
	June 30, 2010			September 30, 2010			December 31, 2010			March 31, 2011			June 30, 2011			September 30, 2011			December 31, 2011 (A)			March 31, 2012 (B)			(B-A)/(A)
Net gain (loss) related to economic hedging transactions		5,228			(6,019	)		5,168			(2,087	)		(1,505	)		4,221			7,737			(2,081	)		—
Realized gain (loss) on investments in equity securities held for operating purposes		250			(713	)		391			291			681			(183	)		(316	)		16			—
Equity in earnings of affiliates		363			1,993			1,380			5,260			3,475			1,970			1,301			3,867			197.2
Corporate items		(2,486	)		5,512			(15,668	)		(20,685	)		12,783			(8,442	)		(28,852	)		(6,900	)		—
Others		13,114			(8,791	)		(4,573	)		4,296			5,599			17,815			4,884			19,014			289.3

Total		16,469			(8,018	)		(13,302	)		(12,925	)		21,033			15,381			(15,246	)		13,916			—

Note:

Certain reclassifications of previously reported amounts have been made to conform to the current presentation.

4.	Unconsolidated Financial Statements [Japanese GAAP]

(1)

Unconsolidated Balance Sheets (UNAUDITED)


	Millions of yen
	March 31, 2011		March 31, 2012
Assets
Current Assets		2,891,397		2,782,409
Fixed Assets		2,387,184		2,655,775

Total Assets		5,278,581		5,438,184

Liabilities
Current Liabilities		831,833		1,069,394
Long-term Liabilities		2,681,854		2,527,391

Total Liabilities		3,513,687		3,596,785

Net Assets
Shareholders’ equity		1,681,019		1,719,153
Valuation and translation adjustments		52,339		71,654
Stock acquisition rights		31,536		50,592

Total Net Assets		1,764,894		1,841,400

Total Liabilities and Net Assets		5,278,581		5,438,184

(2)

Unconsolidated Statements of Operations (UNAUDITED)


	Millions of yen
	For the year ended
	March 31, 2011			March 31, 2012
Operating revenue		219,875			270,521
Operating expenses		210,064			216,159

Operating income		9,812			54,362

Non-operating income		5,926			3,678
Non-operating expenses		4,048			5,514

Ordinary income		11,690			52,526

Special profits		1,442			18,248
Special losses		22,325			25,879

Income (loss) before income taxes		(9,193	)		44,895

Income taxes - current		5,194			3,312
Income taxes - deferred		707			8,705

Net income (loss)		(15,094	)		32,879

(3)

Note with respect to the Assumption as a Going Concern (UNAUDITED)

Not applicable.

5.	Other Information

Financial information for Nomura Securities Co., Ltd. can be found on the following URL.

http://www.nomuraholdings.com/company/group/nsc/pdf/2012_4q.pdf